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These excerpts taken from the SMG 10-K filed Dec 3, 2008. Credit
Agreements
Our primary sources of liquidity are cash generated by
operations and borrowings under our credit agreements. In
connection with the recapitalization transactions discussed in
“NOTE 5. RECAPITALIZATION” to the Consolidated
Financial Statements included in this Annual Report on
Form 10-K,
in February 2007, Scotts Miracle-Gro and certain of its
subsidiaries entered into the following loan facilities totaling
up to $2.15 billion in the aggregate: (a) a senior
secured five-year term loan facility in the principal amount of
$560 million and (b) a senior secured five-year
revolving loan facility in the aggregate principal amount of up
to $1.59 billion. Borrowings may be made in various
currencies including U.S. dollars, Euros, British pounds,
Australian dollars and Canadian dollars. These
$2.15 billion senior secured credit facilities replaced the
Company’s former $1.05 billion senior credit facility.
In addition, we used proceeds from these senior secured credit
facilities to repurchase all of our then outstanding
65/8% senior
subordinated notes in an aggregate principal amount of
$200 million. Under our current structure, we may request
an additional $200 million in revolving credit
and/or term
credit commitments, subject to approval from our lenders. As of
September 30, 2008, there was $1.19 billion of
availability under our senior secured credit facilities.
“NOTE 11. DEBT” to the Consolidated Financial
Statements included in this Annual Report on
Form 10-K
provides additional information pertaining to our borrowing
arrangements. Although we were in compliance with all of our
debt covenants throughout fiscal 2008, please see
“ITEM 1A. RISK FACTORS — FIFRA Compliance,
the Corresponding Governmental Investigation and Related
Matters” for a discussion of the potential negative impact
of such issues on our compliance with certain covenants
contained in our credit agreements.
On April 11, 2007, the Company entered into a one-year
Master Accounts Receivable Purchase Agreement (the
“Original MARP Agreement”). On April 9, 2008, the
Company terminated the Original MARP Agreement and entered into
a new Master Accounts Receivable Purchase Agreement (the
“New MARP Agreement”) with a stated termination date
of April 8, 2009, or such later date as may be extended by
mutual agreement of the Company and its lenders. The terms of
the New MARP Agreement are substantially the same as the
Original MARP Agreement. The New MARP Agreement provides an
interest rate savings of 40 basis points as compared to
borrowing under our senior secured credit facilities. The New
MARP Agreement provides for the sale, on a revolving basis, of
accounts receivable generated by specified account debtors, with
seasonally adjusted monthly aggregate limits ranging from
$10 million to $300 million. The New MARP Agreement
also provides for specified account debtor sublimit amounts,
which provide limits on the amount of receivables owed by
individual account debtors that can be sold to the banks.
Borrowings under the New MARP Agreement at September 30,
2008 were $62.1 million.
At September 30, 2008, the Company had outstanding interest
rate swaps with major financial institutions that effectively
converted a portion of our variable-rate debt denominated in
Euros, British pounds and U.S. dollars to a fixed rate. The
swap agreements had a total U.S. dollar equivalent notional
amount of $711.4 million at September 30, 2008. The
term, expiration date and rates of these swaps are shown in the
table below.
Our primary sources of liquidity are cash generated by
operations and borrowings under our credit facilities. As of
September 30, 2008, there was $1.19 billion of
availability under our credit facilities and we were in
compliance with all debt covenants. Our credit facilities
contain, among other obligations, an affirmative covenant
regarding the Company’s leverage ratio, calculated as
indebtedness relative to our earnings before taxes, depreciation
and amortization. Under the terms of the credit facilities, the
permissible leverage ratio is 4.25 as of September 30,
2008, which is scheduled to decrease to 3.75 on
September 30, 2009. Management continues to monitor the
Company’s compliance with the leverage ratio and other
covenants contained in the credit facilities and, based upon the
Company’s current operating
Table of Contents
assumptions, the Company expects to remain in compliance with
the permissible leverage ratio throughout fiscal 2009. However,
an unanticipated charge to earnings or an increase in debt could
materially affect our ability to remain in compliance with the
financial covenants of our credit facilities, potentially
causing us to have to seek an amendment or waiver from our
lending group. While we believe we have good relationships with
our banking group, given the adverse conditions currently
present in the global credit markets, we can provide no
assurance that such a request would be likely to result in a
modified or replacement credit facility on reasonable terms, if
at all.
Credit Agreements Our primary sources of liquidity are cash generated by operations and borrowings under our credit agreements. In connection with the recapitalization transactions discussed in “NOTE 5. RECAPITALIZATION” to the Consolidated Financial Statements included in this Annual Report on Form 10-K, in February 2007, Scotts Miracle-Gro and certain of its subsidiaries entered into the following loan facilities totaling up to $2.15 billion in the aggregate: (a) a senior secured five-year term loan facility in the principal amount of $560 million and (b) a senior secured five-year revolving loan facility in the aggregate principal amount of up to $1.59 billion. Borrowings may be made in various currencies including U.S. dollars, Euros, British pounds, Australian dollars and Canadian dollars. These $2.15 billion senior secured credit facilities replaced the Company’s former $1.05 billion senior credit facility. In addition, we used proceeds from these senior secured credit facilities to repurchase all of our then outstanding 65/8% senior subordinated notes in an aggregate principal amount of $200 million. Under our current structure, we may request an additional $200 million in revolving credit and/or term credit commitments, subject to approval from our lenders. As of September 30, 2008, there was $1.19 billion of availability under our senior secured credit facilities. “NOTE 11. DEBT” to the Consolidated Financial Statements included in this Annual Report on Form 10-K provides additional information pertaining to our borrowing arrangements. Although we were in compliance with all of our debt covenants throughout fiscal 2008, please see “ITEM 1A. RISK FACTORS — FIFRA Compliance, the Corresponding Governmental Investigation and Related Matters” for a discussion of the potential negative impact of such issues on our compliance with certain covenants contained in our credit agreements. On April 11, 2007, the Company entered into a one-year Master Accounts Receivable Purchase Agreement (the “Original MARP Agreement”). On April 9, 2008, the Company terminated the Original MARP Agreement and entered into a new Master Accounts Receivable Purchase Agreement (the “New MARP Agreement”) with a stated termination date of April 8, 2009, or such later date as may be extended by mutual agreement of the Company and its lenders. The terms of the New MARP Agreement are substantially the same as the Original MARP Agreement. The New MARP Agreement provides an interest rate savings of 40 basis points as compared to borrowing under our senior secured credit facilities. The New MARP Agreement provides for the sale, on a revolving basis, of accounts receivable generated by specified account debtors, with seasonally adjusted monthly aggregate limits ranging from $10 million to $300 million. The New MARP Agreement also provides for specified account debtor sublimit amounts, which provide limits on the amount of receivables owed by individual account debtors that can be sold to the banks. Borrowings under the New MARP Agreement at September 30, 2008 were $62.1 million. At September 30, 2008, the Company had outstanding interest rate swaps with major financial institutions that effectively converted a portion of our variable-rate debt denominated in Euros, British pounds and U.S. dollars to a fixed rate. The swap agreements had a total U.S. dollar equivalent notional amount of $711.4 million at September 30, 2008. The term, expiration date and rates of these swaps are shown in the table below.
Our primary sources of liquidity are cash generated by operations and borrowings under our credit facilities. As of September 30, 2008, there was $1.19 billion of availability under our credit facilities and we were in compliance with all debt covenants. Our credit facilities contain, among other obligations, an affirmative covenant regarding the Company’s leverage ratio, calculated as indebtedness relative to our earnings before taxes, depreciation and amortization. Under the terms of the credit facilities, the permissible leverage ratio is 4.25 as of September 30, 2008, which is scheduled to decrease to 3.75 on September 30, 2009. Management continues to monitor the Company’s compliance with the leverage ratio and other covenants contained in the credit facilities and, based upon the Company’s current operating Table of Contentsassumptions, the Company expects to remain in compliance with the permissible leverage ratio throughout fiscal 2009. However, an unanticipated charge to earnings or an increase in debt could materially affect our ability to remain in compliance with the financial covenants of our credit facilities, potentially causing us to have to seek an amendment or waiver from our lending group. While we believe we have good relationships with our banking group, given the adverse conditions currently present in the global credit markets, we can provide no assurance that such a request would be likely to result in a modified or replacement credit facility on reasonable terms, if at all. This excerpt taken from the SMG 10-K filed Nov 25, 2008. Credit
Agreements
Our primary sources of liquidity are cash generated by
operations and borrowings under our credit agreements. In
connection with the recapitalization transactions discussed in
“NOTE 5. RECAPITALIZATION” to the Consolidated
Financial Statements included in this Annual Report on
Form 10-K,
in February
Table of Contents
2007, Scotts Miracle-Gro and certain of its subsidiaries entered
into the following loan facilities totaling up to
$2.15 billion in the aggregate: (a) a senior secured
five-year term loan facility in the principal amount of
$560 million and (b) a senior secured five-year
revolving loan facility in the aggregate principal amount of up
to $1.59 billion. Borrowings may be made in various
currencies including U.S. dollars, Euros, British pounds,
Australian dollars and Canadian dollars. These
$2.15 billion senior secured credit facilities replaced the
Company’s former $1.05 billion senior credit facility.
In addition, we used proceeds from these senior secured credit
facilities to repurchase all of our then outstanding
65/8% senior
subordinated notes in an aggregate principal amount of
$200 million. Under our current structure, we may request
an additional $200 million in revolving credit
and/or term
credit commitments, subject to approval from our lenders. As of
September 30, 2008, there was $1.19 billion of
availability under our senior secured credit facilities.
“NOTE 11. DEBT” to the Consolidated Financial
Statements included in this Annual Report on
Form 10-K
provides additional information pertaining to our borrowing
arrangements. Although we were in compliance with all of our
debt covenants throughout fiscal 2008, please see
“ITEM 1A. RISK FACTORS — FIFRA Compliance,
the Corresponding Governmental Investigation and Related
Matters” for a discussion of the potential negative impact
of such issues on our compliance with certain covenants
contained in our credit agreements.
On April 11, 2007, the Company entered into a one-year
Master Accounts Receivable Purchase Agreement (the
“Original MARP Agreement”). On April 9, 2008, the
Company terminated the Original MARP Agreement and entered into
a new Master Accounts Receivable Purchase Agreement (the
“New MARP Agreement”) with a stated termination date
of April 8, 2009, or such later date as may be extended by
mutual agreement of the Company and its lenders. The terms of
the New MARP Agreement are substantially the same as the
Original MARP Agreement. The New MARP Agreement provides an
interest rate savings of 40 basis points as compared to
borrowing under our senior secured credit facilities. The New
MARP Agreement provides for the sale, on a revolving basis, of
accounts receivable generated by specified account debtors, with
seasonally adjusted monthly aggregate limits ranging from
$10 million to $300 million. The New MARP Agreement
also provides for specified account debtor sublimit amounts,
which provide limits on the amount of receivables owed by
individual account debtors that can be sold to the banks.
Borrowings under the New MARP Agreement at September 30,
2008 were $62.1 million.
At September 30, 2008, the Company had outstanding interest
rate swaps with major financial institutions that effectively
converted a portion of our variable-rate debt denominated in
Euros, British pounds and U.S. dollars to a fixed rate. The
swap agreements had a total U.S. dollar equivalent notional
amount of $711.4 million at September 30, 2008. The
term, expiration date and rates of these swaps are shown in the
table below.
Our primary sources of liquidity are cash generated by
operations and borrowings under our credit facilities. As of
September 30, 2008, there was $1.19 billion of
availability under our credit facilities and we were in
compliance with all debt covenants. Our credit facilities
contain, among other obligations, an affirmative covenant
regarding the Company’s leverage ratio, calculated as
indebtedness relative to our earnings before taxes, depreciation
and amortization. Under the terms of the credit facilities, the
permissible leverage ratio is 4.25 as of September 30,
2008, which is scheduled to decrease to 3.75 on
September 30, 2009. Management continues to monitor the
Company’s compliance with the leverage ratio and other
covenants contained in the credit facilities and, based upon the
Company’s current operating assumptions, the Company
expects to remain in compliance with the permissible leverage
ratio throughout fiscal 2009. However, an unanticipated charge
to earnings or an increase in debt could materially affect our
ability to remain in compliance with the financial covenants of
our credit facilities, potentially causing us to have to seek an
amendment or waiver from our lending group. While we believe we
have good relationships with our banking group, given the
adverse conditions currently present in
Table of Contents
the global credit markets, we can provide no assurance that such
a request would be likely to result in a modified or replacement
credit facility on reasonable terms, if at all.
This excerpt taken from the SMG 10-K filed Nov 29, 2007. Credit
Agreements
Our primary sources of liquidity are cash generated by
operations and borrowings under our credit agreements. In
connection with the recapitalization transactions discussed in
Note 2 to the Consolidated Financial Statements included in
this Annual Report on
Form 10-K,
Scotts Miracle-Gro and certain of its subsidiaries entered into
the following loan facilities totaling up to $2.15 billion
in the aggregate: (a) a senior secured five-year term loan
in the principal amount of $560 million and (b) a
senior secured five-year revolving loan facility in the
aggregate principal amount of up to $1.59 billion.
Borrowings may be made in various currencies including U.S.
dollars, Euros, British pounds sterling, Australian dollars and
Canadian dollars. The new $2.15 billion senior secured
credit facilities replaced the Company’s former
$1.05 billion senior credit facility. In addition, we used
proceeds from the new senior secured credit facilities to
repurchase all of our then outstanding
65/8% senior
subordinated notes in an aggregate principal amount of
$200 million. Under our current structure, we may request
an additional $200 million in revolving credit
and/or term
credit commitments, subject to approval from our lenders. As of
September 30, 2007, there was $1,098.1 million of
availability under our new senior secured credit facilities.
Note 10 to the Consolidated Financial Statements included in
this Annual Report on
Form 10-K
provides additional information pertaining to our borrowing
arrangements. We were in compliance with all of our debt
covenants throughout fiscal 2007.
In April of fiscal 2007, we entered into a Master Accounts
Receivable Purchase Agreement (the “MARP Agreement”)
with a stated termination date of April 10, 2008, as
permitted under our senior secured credit facilities. The MARP
Agreement was entered into as it provides an interest rate
savings as compared to borrowing under our new senior secured
credit facilities. The MARP Agreement provides for the
discounted sale, on a revolving basis, of accounts receivable
generated by specified account debtors, with seasonally adjusted
monthly aggregate limits ranging from $55 million to
$300 million. The MARP Agreement also provides for
specified account debtor sublimit amounts, which provide limits
on the amount of receivables owed by individual account debtors
that can be sold. The Company accounts for the sale of
receivables under the MARP Agreement as short-term debt and
continues to carry the receivables on its Consolidated Balance
Sheet, in accordance with SFAS 140, “Accounting for
Transfers and Servicing of Financial Assets and Extinguishments
of Liabilities.” Sales under the MARP Agreement at
September 30, 2007 were $64.4 million.
At September 30, 2007, the Company had outstanding interest
rate swaps with major financial institutions that effectively
converted a portion of our variable-rate debt denominated in the
Euro, British pound and U.S. dollar to a fixed rate. The
swap agreements have a total U.S. dollar equivalent
notional amount of $720.0 million. The terms, expiration
dates and rates of these swaps are shown in the table below.
Our primary sources of liquidity are cash generated by
operations and borrowings under our credit facilities. We
believe our credit facilities will continue to provide the
Company with the capacity to pursue targeted, strategic
acquisitions that leverage our core competencies.
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